Operator Representations Sample Clauses

Operator Representations. Operator represents and warrants to Owner as follows:
Operator Representations. To induce the Board to enter into this Agreement, Operator hereby represents and warrants to the Board as follows:
Operator Representations. Operator has all right, power and authority to enter into this Agreement and perform its obligations hereunder, including, where applicable, as an appointed agent for Operator’s licensees and franchisees operating the relevant Operator Locations. Operator’s entry into and performance of its obligations under this Agreement does not and will not (with or without the passage of time or giving of notice or both) violate any governing document, any third party arrangement or agreement, or any law, statute, order, judgment, regulation, agency requirement, ordinance, and other requirements (including requirements for licenses, permits, certifications and approvals) of governmental authorities having jurisdiction or other rule (“Law”), in each case by which Operator is bound or to which Operator or any of its assets is subject. Operator holds good and valid title to, or a valid leasehold interest in and to, each Operator Location, and Operator shall not without the prior written consent of Amazon assign, modify, terminate or permit to lapse its ownership or leasehold interest in any Operator Location.
Operator Representations. Operator represents and warrants that it has full right, power and authority to enter into this Agreement and to perform all of its obligations hereunder, and that no broker or finder brought about this transaction.
Operator RepresentationsIn connection with the installation, operation, maintenance, repair and replacement of the System, Operator represents that: a. It will install the System in a workmanlike manner, and in accordance with industry standards; and b. It will repair any damages to the Property to the extent resulting from the negligent installation or operation of the System by Operator; provided, however, Owner understands and agrees that normal activities associated with installation of the System (such as drilling, insertion of screws or fasteners, and the attachment of equipment to the Property) are not to be construed as damages. Neither party shall be liable for consequential, special, indirect, incidental or punitive damages, including claims for lost profits, revenue or business.
Operator Representations. Operator represents and warrants to Owner as follows: (a) Operator is the owner of a sublicense, and its affiliates own and use the Digiplex Rights, (b) Operator has the right to grant Owner the license to use the Digiplex Rights in accordance with the terms of this Agreement, (c) the use of the Digiplex Rights by Owner will not infringe upon any United States or foreign copyright, patent, trade secret or other proprietary right, or misappropriate any trade secret or intellectual property right of any third party and (d) Operator is not a party to any other agreement which would prevent Operator from entering into or performing its obligations under this Agreement.
Operator Representations. Operator shall, at its sole expense, (i) provide and maintain all facilities, vehicles, tools and equipment ("Operator Equipment") as may be reasonably necessary and proper for performing its obligations pursuant to the Agreement, and keep all Operator Equipment in good working order and repair at all time, (ii) obtain all permits and licenses which may be required under any applicable federal, state or local law, rule, regulation or ordinance to perform its obligations pursuant to the Agreement, including, without limitation, installing and maintaining the Signal Distribution System in any Operator-Acquired Property; and (iii) pay and discharge all license fees and business, use, sales, gross receipts, income, property or other taxes which may be charged or levied upon Operator by reason of the performance of its obligations pursuant to the Agreement.

Related to Operator Representations

  • Contractor Representations Contractor represents and warrants to Subcontractor as follows: (a) Contractor (i) is duly organized, validly existing and in good standing under the laws of its state of incorporation or organization, (ii) has the power and authority to own its properties and to carry on business as now being conducted, and (iii) has the power to execute and deliver this Subcontract; (b) The execution and performance by Contractor of the terms and provisions of this Subcontract by Contractor have been duly authorized by all requisite action, and neither the execution nor the performance of this Subcontract will violate any provision of law, any order of any court or other agency of government, the organizational documents of Contractor or any indenture, agreement or other instrument to which Contractor is a party, or by which Contractor is bound, or be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by this Subcontract, result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of Contractor pursuant to, any such indenture agreement or instrument; (c) Contractor has obtained all licenses, permits and approvals required to perform the Services to be provided by Contractor under the Prime Contract; and (d) Contractor is not under suspension or debarment by the Commonwealth or any other governmental entity, instrumentality or authority.

  • Customer Representations Customer represents and warrants that (i) it has a legitimate business interest or obtained all permissions and consent required by law to transfer the Content so that Xxxxxx Xxxxxxx may lawfully use and process in accordance with this Agreement; and (ii) it has delegated authority to its advisors in providing instructions in connection with the Services, and Xxxxxx Xxxxxxx has no duty to verify such instructions with Customer; and (iii) it will not use the Services for any fraudulent or unlawful purposes, not allow others to do so.

  • Investor Representations This Note has been issued subject to certain investment representations of the original Holder set forth in the Purchase Agreement and may be transferred or exchanged only in compliance with the Purchase Agreement and applicable federal and state securities laws and regulations.

  • Contractor Representations and Warranties Contractor makes each of the following representations and warranties as of the effective date of this Contract and at the time any order is placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach.

  • Borrower’s Representations Borrower hereby represents and warrants that, after giving effect to this Amendment Agreement and the transactions contemplated hereby, no Potential Default or Event of Default has occurred and is continuing under the Credit Agreement or other Loan Documents.

  • CONTRACTOR’S REPRESENTATIONS A. In order to induce Owner to enter into this Contract, Contractor makes the following representations: 1. Contractor has examined and carefully studied the Contract Documents, including Addenda. 2. Contractor has visited the Site, conducted a thorough visual examination of the Site and adjacent areas, and become familiar with the general, local, and Site conditions that may affect cost, progress, and performance of the Work. 3. Contractor is familiar with all Laws and Regulations that may affect cost, progress, and performance of the Work. 4. Contractor has carefully studied the reports of explorations and tests of subsurface conditions at or adjacent to the Site and the drawings of physical conditions relating to existing surface or subsurface structures at the Site that have been identified in the Supplementary Conditions, with respect to the Technical Data in such reports and drawings. 5. Contractor has carefully studied the reports and drawings relating to Hazardous Environmental Conditions, if any, at or adjacent to the Site that have been identified in the Supplementary Conditions, with respect to Technical Data in such reports and drawings. 6. Contractor has considered the information known to Contractor itself; information commonly known to contractors doing business in the locality of the Site; information and observations obtained from visits to the Site; the Contract Documents; and the Technical Data identified in the Supplementary Conditions or by definition, with respect to the effect of such information, observations, and Technical Data on (a) the cost, progress, and performance of the Work; (b) the means, methods, techniques, sequences, and procedures of construction to be employed by Contractor; and (c) Contractor’s safety precautions and programs. 7. Based on the information and observations referred to in the preceding paragraph, Contractor agrees that no further examinations, investigations, explorations, tests, studies, or data are necessary for the performance of the Work at the Contract Price, within the Contract Times, and in accordance with the other terms and conditions of the Contract. 8. Contractor is aware of the general nature of work to be performed by Owner and others at the Site that relates to the Work as indicated in the Contract Documents. 9. Contractor has given Engineer written notice of all conflicts, errors, ambiguities, or discrepancies that Contractor has discovered in the Contract Documents, and of discrepancies between Site conditions and the Contract Documents, and the written resolution thereof by Engineer is acceptable to Contractor. 10. The Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for performance and furnishing of the Work. 11. Contractor’s entry into this Contract constitutes an incontrovertible representation by Contractor that without exception all prices in the Agreement are premised upon performing and furnishing the Work required by the Contract Documents.

  • Seller Representations Seller represents and warrants to Purchaser as follows: (a) Seller owns all Purchased Notes free and clear of all liens, pledges, encumbrances, security agreements, equities, options, claims, charges and restrictions of any nature whatsoever, except any restrictions under applicable state and federal securities laws, and has not previously entered into any commitment for the sale of all or part of such Purchased Notes or otherwise conveyed or encumbered Seller’s interest with respect to the Purchased Notes. (b) Seller has full power and authority to sell and transfer the Purchased Notes to Purchaser without obtaining the waiver, consent, order or approval of (i) except as has otherwise been obtained or as otherwise provided for in this Agreement, Amicus International, (ii) any state or federal governmental authority, or (iii) any third party or other person. (c) The execution and delivery of this Agreement by such Seller and the performance by Seller of his, her, or its obligations pursuant to this Agreement will not result in any material violation of, or materially conflict with, or constitute a material default under, any agreement to which Seller is a party or such Seller’s charter documents, nor, to such Seller’s knowledge, result in the creation of any material mortgage, pledge, lien, encumbrance or charge upon any of the Purchased Notes, other than pursuant to this Agreement. (d) Upon delivery of and payment for the Purchased Notes as herein contemplated, Seller will convey to Purchaser good, valid and marketable title to the Purchased Notes free and clear of all liens, encumbrances, equities, options, claims, charges and restrictions, of any nature whatsoever, other than restrictions under applicable securities laws. (e) Seller has reviewed with Seller’s own tax advisors the federal, state and local tax consequences of the transactions contemplated by this Agreement. Seller is not relying on any statements or representations of Purchaser or any of its agents. Seller understands that Seller shall be solely responsible for Seller’s own tax liability that may arise as a result of the transactions contemplated by this Agreement.

  • Fair Representation MSEA-SEIU acknowledges its statutory responsibility to represent and handle grievances for all employees within the bargaining unit. The State shall not be responsible for actions taken or not taken by MSEA-SEIU with respect to its responsibility to provide fair representation.

  • Seller’s Representations Seller represents and warrants to Buyer as follows:

  • Lessor’s Representations and Warranties Lessor represents and warrants that it will abide by and conform to all such laws, governmental and airport orders, rules and regulations, as shall from time to time be in effect relating in any way to the operation and use of the Aircraft pursuant to this Agreement.